Legal

Privacy Policy

Effective as of January 10, 2018

This privacy policy applies to www.conviva.com (the “Site”) and our services accessed through the Site, which are all owned and operated by Conviva Inc. and its UK subsidiary Conviva Ltd (“Conviva”, “We”, “Us” or “Our”). This policy tells you about our practices and procedures regarding the collection, use and disclosure of information we receive through our website, or through services provided to our business customers (media companies, broadcasters and operators of online video sites) (“Customers”). The policy explains how we use that personal information in order to provide our Customers with data analytics regarding the quality of video engagement by their end-users (the “Services”) and, if you are using the Services, how we use information when you access our Services through our user interface or otherwise. It also describes the choices available to you regarding our use of your personal information and how you can access and update this information. To learn more about how our Customers use the information provided through our Services and the choices and requests you can make about your information, please refer to our Customers’ privacy policies.

If we make material changes in the way we use personal information, we will notify you by posting a prominent announcement on our website prior to the change becoming effective. Users are bound by any changes to the Privacy Policy when they use the website after such changes have been first posted.

Conviva Inc. and Conviva Ltd. are data controllers of all personal information collected through the Site and of certain personal information collected as part of the Services provided to our Customers.

WHAT IS AND ISN’T PERSONAL INFORMATION?

“Personal information” is information from which you can be personally identified. This includes your name, email address, location, job title and company or employer, your user ID and password when you access the Services, and other information you tell us about yourself if such information is tied to other information that identifies you. In the European Union, personal information also includes other information that identifies you, including your subscriber ID and your IP address.

Personal information does not include “anonymous information”, which is data collected as part of the Services from which we cannot identify an individual or from which individual identities or other personal information has been removed. It may include information that has been aggregated.

INFORMATION THAT WE COLLECT

Information Collected by Conviva

Conviva collects personal information when you use the Site, including IP address, internet service provider (ISP), referring/exit pages (how you came to our site and where you go from our Site), date/time stamp, as well as your browser and operating system types.

As part of the Services provided to Customers, Conviva also automatically computes and records anonymous information from the Conviva-enabled media player on your computer, cellphone, tablet or other mobile device, such as internet service provider (ISP), information about content being viewed on the Customer’s platform, viewing device type, service quality and statistics, non-specific geolocation information browser and operating system types. Customers may also decide to provide other personal information, such as viewer ID numbers, unique device identifiers and specific geolocation information. Conviva cannot identify individuals using this information.

We store the information described above in log files and provide this to our Customers.

Information collected for administrative and contact purposes

Conviva may keep a record of your contact information if you have contacted us via our Site. Conviva may require our Customers to provide certain personal information of their employees when they become Conviva’s Customers, so we may have received your personal information directly from your employer, if they are a Conviva Customer. If you wish to contact our site or file a support request, we will collect personal information such as your first and last name, email address and phone number.

INFORMATION USE AND DISCLOSURE

How we use your personal information

Conviva uses information we collect for the following general purposes in the performance of our legitimate interests as a business: to provide the Services to our Customers; to enhance your video viewing experience; improve our Services; contact you; conduct innovative research; and provide anonymous intelligent analytic and benchmark reporting for Customers.

In addition, we also use personal information for the following specific purposes:

Newsletters and Opt-out Preferences

If you wish to subscribe to our newsletter(s), we will use your name and email address to send the newsletter to you. You may choose to stop receiving our newsletter or marketing emails by following the unsubscribe instructions included in these emails or you can contact us at privacy@conviva.com. We may also send you service-related announcements on rare occasions when it is necessary to do so. For instance, if our service is temporarily suspended for maintenance, we might send you an email. Generally, you may not opt-out of these communications, which are not promotional in nature.

Blogs

Our website offers publicly accessible blogs or community forums. In order to provide this element of the Service to you, you may choose to post personal information on such blogs or community forums which we will host for your benefit. You should be aware that any information you provide in these areas may be read, collected, and used by others who access them. To request removal of your personal information from our blog or community forum, contact us at privacy@conviva.com. In some cases, we may not be able to remove your personal information, in which case we will let you know if we are unable to do so and why.

Social Media Widgets

Our website includes social media features, such as Facebook and Twitter buttons and widgets, or interactive mini-programs that run on our Site. In order to provide this element of the Service to you, these features may collect your IP address, which page you are visiting on our Site, and may set a cookie to enable the feature to function properly (for more information please see our Cookie Policy here). Social media features and widgets are either hosted by a third party or hosted directly on our website. Your interactions with these features are governed by the privacy policy of the company providing the feature.

How we share your personal information and who we share it with

We may disclose information under the following circumstances:

Service and Site usage information: When we share anonymous information generated by our Services with our Customers.

Third-party service providers: When we share anonymous information with third-party service companies to facilitate or to provide certain services on our behalf. This will include:

IT infrastructure companies that facilitate our provision of the Services to you, such as Amazon Web Services and Google;

IT support service providers; and

Other third-party service providers, for the purpose of tracking our Customers’ use of our Services and improving or enhancing our Services.

These companies are authorized to use your personal information only as necessary to provide these services to us.

Group companies: We may provide your personal information to our subsidiaries or affiliated companies for the purpose of processing personal information on our behalf to provide the Site and Services to you. These parties are required to process such information based on our instructions and in accordance with this privacy policy. They do not have any independent right to share this information.

Compliance with laws and legal proceedings: When we respond to subpoenas, court orders, or legal process, or to establish or exercise our legal rights or defend against legal claims. When we believe in our sole discretion it is necessary to share information in order to investigate, prevent or take actions against illegal activities, suspected fraud, situations involving potential threats to the physical safety of any person, violations of Conviva’s terms of use, or otherwise required by law.

Merger or acquisition: When we need to transfer information about you if Conviva is acquired by or merged with another company. If Conviva is involved in a merger, acquisition, or sale of all or a portion of its assets, you will be notified afterwards via email and/or a prominent notice on our Site of any change in ownership or uses of your personal information, as well as any choices you may have regarding your personal information.

Frames

Some of our pages utilize framing techniques to serve content to or from our partners while preserving the look and feel of our Site. Please be aware that, when you view such content, those third parties may be collecting personal information from you about your viewing of that content.

Links to Other Sites

The Site contains links to other sites that are not owned or controlled by Conviva. Please be aware that we are not responsible for the privacy practices or use of your personal information by such other sites.

We encourage you to be aware when you leave our Site and to read the privacy policies of each and every website that collects personal information.

This privacy policy applies only to information collected by this Site.

COOKIES AND OTHER TRACKING TECHNOLOGIES

Technologies such as cookies, beacons, tags and scripts are used by Conviva and our partners, affiliates, or analytics or service providers. These technologies are used in analyzing trends, administering the Site, tracking users’ movements around the Site and to gather demographic information about our user base as a whole. We may receive reports based on the use of these technologies by these companies on an individual as well as aggregated basis.

We use cookies, for example, to remember users’ settings (e.g. language preference) and for authentication. Users can control the use of cookies at the individual browser level. If you reject cookies, you may still use our Site, but your ability to use some features or areas of our Site may be limited.

Please read more about how we use cookies and what information is collected using cookies in our cookie policy found here.

CONFIDENTIALITY AND SECURITY

We follow generally accepted industry standards to protect the personal information submitted to us, both during transmission and once we receive it. However, no method of transmission over the Internet, or method of electronic storage, is 100% secure. Therefore, while we strive to use commercially acceptable means to protect your personal information, we cannot guarantee its absolute security.

Conviva limits the access to your personal information about you to Conviva employees who are required to handle that information to provide services to you or in order to perform their jobs.

OUR POLICY TOWARD CHILDREN

Conviva does not knowingly collect personal information from children under 13. If you become aware that a child under 13 has provided us with personal information without the consent of their parent or guardian, you should contact us. If we become aware that a child under 13 has provided us with personal information, we will delete such information from our files.

INTERNATIONAL TRANSFER

Your personal information may be transferred to, and maintained on, computers located outside of your state, province, country or other government jurisdiction where the privacy laws may not be as protective as those in your jurisdiction. If you are located outside of the United States and choose to provide your personal information to Conviva, please be advised that we transfer all information including personal information to the United States and process it here. If you are using the Services in the European Economic Area (the “EEA”), then we will transfer your personal information outside of the EEA in accordance with applicable law, through the use of data transfer agreements authorized by the European Commission or other applicable supervisory authority.

ABILITY TO CHANGE OR DELETE YOUR INFORMATION

Upon request and within 30 days (unless we tell you that we need to extend this period), Conviva will grant individuals reasonable access to find out what personal information (if any) we process about you and how we are processing such personal information. On request, we can also provide you with a copy of any of your personal information that we hold.

If you want us to stop using or to delete your personal information, you can contact us and tell us why. In certain circumstances we may not be able to stop using your personal information but, if that is the case, we’ll let you know and tell you why.

If your personal information has been previously shared with a Customer, then you will need to contact the Customer directly to request your personal information be removed from their database.

DATA RETENTION

We will retain your information about your use of the Site for marketing purposes until you request to be removed from our marketing lists, in which case we will delete it except where we need to keep any personal information about you to prevent marketing to you again without your permission, comply with our legal obligations, resolve disputes, or enforce our agreements.

We will retain your information about your use of our Services for as long as your account or your employer’s account is active (whichever is the longer) or as needed to provide you or your employer with the Services. Once you and your employer have closed your account we’ll delete your account information (including any personal information) within a reasonable period except where we need to keep any personal information to prevent fraud or other misuse of the Services, as necessary to comply with our legal obligations, resolve disputes, or enforce our agreements. We retain anonymous information, such as service statistics.

COMPLAINTS, QUESTIONS AND SUGGESTIONS

If you have any complaints about our Site, Services or the way we process personal data, please contact us at:

Cookie Policy

Effective as of January 10, 2018

Introduction

Conviva uses cookies on our website Conviva.com (“Site”) and in conjunction with our services and our online Web portal (“Pulse”) used to access our services (collectively, “Conviva Services”). By using the Conviva Services, you consent to the use of cookies. This Cookie Policy is part of our Privacy Policy and explains:

What cookies are

What Conviva cookies are used when you use the Conviva Services

What third party cookies are used when you use the Conviva Services

Your cookie options

Other tracking technologies

Resources covering cookies

What is a cookie?

A cookie is a small text file containing a unique identification number that is placed on the hard disk of your computer by a Web page server, enabling the Web server to identify your Web browser and passively track its activities on that website. Cookies do not contain any executable code and cannot be used for infecting your computer with a virus.

What Conviva cookies are used when you use the Conviva Services?

Consistent with standard industry practice, Conviva uses cookies, for example, to remember users’ settings (e.g. language preference) and for authentication. Users can control the use of cookies at the individual browser level. If you reject cookies, you may still use our Site, but your ability to use some features or areas of our Site may be limited.

CONVIVA COOKIES

COOKIE

COOKIE NAME

PURPOSE

DURATION

WordPress

wordpress_{hash}

When logged in, used to store authentication details

Expires at end of session

WordPress

wordpress_logged_in_{hash}

When logged in, used to indicate when you’re logged in, who you are, and for more interface use

Expires at end of session

WordPress

wordpress_test_cookie

Checks if browser is set to allow or reject cookies

Expires at end of session

WordPress

wordpress_settings-{User ID}

Used to customize your view of admin interface, and possibly the main site interface

Approx. 1 year

WordPress

wordpress_settings-time-{User ID}

Used to customize your view of admin interface, and possibly the main site interface

Approx. 1 year

What third party cookies are used when you use the Conviva Services?

THIRD-PARTY COOKIES

COOKIE

COOKIE NAME

PURPOSE

DURATION

Doubleclick (Google Analytics)

IDE

Used for Google Analytics’ Display Advertiser features such as remarketing

Expires at end of session

Google Analytics

_ga

Used to distinguish users.

Approx. 2 years

Google Analytics

_gat_UA-38467132-1

Used to throttle request rate.

1 minute

Google Analytics

_gid

Used to distinguish users.

24 hours

Pardot

visitor_id{ID number}

The visitor cookie includes the name “visitor_id” plus the unique identifier for your account, which is derived from the tracking code placed on your site. The value stored is the unique ID for the visitor.

Approx. 10 years

Pardot

pardot

Only visible if logged into pardot

Expires at end of session

Pardot

pi_opt_in

Used to stay in compliance with the “Do Not Track” initiative

Persistent to stay in compliance with “Do Not Track” initiative

Pardot

Ipv{ID number}

Pardot uses this cookie to prevent reloads of the same page from recording multiple page views

Approx. 8 hours

Your cookie options

Controlling cookies

Most Web browsers automatically accept cookies but usually provide the option of configuring your browser to accept all cookies, reject all cookies, or notify you when a cookie is sent. You can change your settings in the preferences or options menu of your browser. Instructions for how to do this for several common browsers are in the resources covering cookies below. If you choose to decline cookies, certain features of our Services may not be available to you

Third-Party Advertising

We partner with third parties to help us with traffic on our website or to manage our advertising on other sites. Our third-party partners may use technologies such as cookies to gather information about your activities on this site and other sites in order to provide you advertising based on your browsing activities and interests. If you wish to not have this information used to serve you interest-based ads, you may opt-out by emailing us at privacy@Conviva.com.

Other Tracking Technologies

Web Beacons

Web beacons, sometimes called single-pixel GIFs, are small electronic image files that we may place on the Site Web pages and within certain email. Combined with cookies, Web beacons allow us to count the number of unique users who have visited a specific page and the number of times those pages are displayed. We can also use Web beacons to let us know how many people opened certain types of email. Information we may collect using Web beacons will be in aggregate form only and will not contain information that relates to you. Third-party advertisers may use Web beacons in their advertisements on Conviva web sites. This enables us to compile aggregated statistics and determine the effectiveness of promotional campaigns.

Log Information

When you use the Site, our servers record, in a server log, information that your browser sends whenever you visit a website. Server logs may include information such as your web request, Internet Protocol address, browser type, browser language, the date and time of your request and one or more cookies that may uniquely identify your browser.

Resources covering cookies

Disabling Cookies

Below are common browser links to browser help files to assist you in learning more about how they handle cookies and what you can do to disable them. If you don’t see your browser below, please see that browser’s help information on the web to find the relevant information.

Terms of Use

Effective Date: February 15, 2017

PLEASE READ THESE TERMS OF USE (“AGREEMENT” OR “TERMS OF USE”) CAREFULLY BEFORE USING THE SERVICES OFFERED BY CONVIVA INC. (TOGETHER WITH ITS AFFILIATES, “COMPANY”). THIS AGREEMENT SETS FORTH THE LEGALLY BINDING TERMS AND CONDITIONS FOR YOUR USE OF THE VARIOUS WEBSITES OWNED AND OPERATED BY COMPANY , INCLUDING, WITHOUT LIMITATION, THE WWW.CONVIVA.COM WEBSITE AND DOMAIN NAME (“SITES”), AND ANY OTHER FEATURES, CONTENT, OR APPLICATIONS OFFERED FROM TIME TO TIME BY THE COMPANY IN CONNECTION THEREWITH (COLLECTIVELY “SERVICE”). BY USING THE SITES OR SERVICE IN ANY MANNER, INCLUDING BUT NOT LIMITED TO VISITING OR BROWSING THE SITES, YOU AGREE TO BE BOUND BY THIS AGREEMENT. THIS AGREEMENT APPLIES TO ALL USERS OF THE SITES OR SERVICE, INCLUDING USERS WHO ARE ALSO CONTRIBUTORS OF CONTENT, INFORMATION, AND OTHER MATERIALS OR SERVICES ON THE SITES.PLEASE READ THESE TERMS OF USE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST COMPANY TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST COMPANY ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, AND (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS.

Acceptance of Terms.

The Service is offered subject to acceptance without modification of all of the terms and conditions contained herein (the “Terms of Use”) and all other operating rules, policies and procedures that may be published from time to time on the Sites by Company. In addition, some services offered through the Service may be subject to additional terms and conditions promulgated by Company from time to time; your use of such services is subject to those additional terms and conditions, which are incorporated into these Terms of Use by this reference.The Service is available only to individuals who are at least 13 years old. You represent and warrant that if you are an individual, you are at least 13 years old, you are of legal age to agree to these terms and conditions or you have your parent’s permission to do so, and that all registration information you submit is accurate and truthful. Company may, in its sole discretion, refuse to offer the Service to any person or entity and change its eligibility criteria at any time. This provision is void where prohibited by law and the right to access the Service is revoked in such jurisdictions.

Modification of Terms of Use.

Company reserves the right, at its sole discretion, to modify or replace any of the Terms of Use, or change, suspend, or discontinue the Service (including without limitation, the availability of any feature, database, or content) at any time by posting a notice on the Sites or by sending you an email. Any such changes will become effective no earlier than fourteen (14) days after they are posted, except that changes addressing new functions of the Services or changes made for legal reasons will be effective immediately. Company may also impose limits on certain features and services or restrict your access to parts or all of the Service without notice or liability. It is your responsibility to check the Terms of Use periodically for changes. Your continued use of the Service following the posting of any changes to the Terms of Use constitutes acceptance of those changes.

Privacy.

Company’s current Sites privacy statement is located at http://www.conviva.com/privacy/ (the “Privacy Policy”) and is incorporated into these Terms of Use. For inquiries in regard to the Privacy Policy, or to report a privacy related problem, please contact privacy@conviva.com.

Rules and Conduct.

As a condition of use, you promise not to use the Service for any purpose that is prohibited by the Terms of Use. The Service (including, without limitation, any Content (as defined below)) is provided only for your own personal, non-commercial use. You are responsible for all of your activity in connection with the Service. For purposes of the Terms of Use, the term “Content” includes, without limitation, any advertisements, advice, suggestions, videos, audio clips, written forum comments, information, data, text, photographs, software, scripts, graphics, and interactive features generated, provided, or otherwise made accessible by Company or its partners on or through the Service.By way of example, and not as a limitation, you shall not (and shall not permit any third party to) either (a) take any action or (b) upload, download, post, submit or otherwise distribute or facilitate distribution of any content on or through the Service, that:

infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any other person or entity;

contains software viruses or any other computer codes, files, or programs that are designed or intended to disrupt, damage, limit or interfere with the proper function of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any system, data, password or other information of Company or any third party; or

impersonates any person or entity, including any employee or representative of Company.

Additionally, you shall not: (i) take any action that imposes or may impose (as determined by Company in its sole discretion) an unreasonable or disproportionately large load on Company’s (or its third party providers’) infrastructure; (ii) interfere or attempt to interfere with the proper working of the Service or any activities conducted on the Service; (iii) bypass any measures Company may use to prevent or restrict access to the Service (or other accounts, computer systems or networks connected to the Service); (iv) run Maillist, Listserv, any form of auto-responder or “spam” on the Service; or (v) use manual or automated software, devices, or other processes to “crawl” or “spider” any page of the Sites. If you are blocked by Company from accessing the Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). You shall not (directly or indirectly): (i) decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Service, except to the limited extent applicable laws specifically prohibit such restriction, (ii) modify, translate, or otherwise create derivative works of any part of the Service, or (iii) copy, rent, lease, distribute, or otherwise transfer any or all of the rights that you receive hereunder. You shall abide by all applicable local, state, national and international laws and regulations.Company reserves the right to remove any Content from the Sites or Service at any time, for any reason (including, but not limited to, upon receipt of claims or allegations from third parties or authorities relating to such Content or if Company is concerned that you may have violated the Terms of Use), or for no reason at all.

Registration.

As a condition to using certain aspects of the Service, you may be required to register with Company and select a password and screen name (“Company User ID”). You shall provide Company with accurate, complete, and updated registration information. Failure to do so shall constitute a breach of the Terms of Use, which may result in immediate termination of your Company account. You shall not (i) select or use as a Company User ID a name of another person with the intent to impersonate that person; (ii) use as a Company User ID a name subject to any rights of a person other than you without appropriate authorization; or (iii) use as a Company User ID a name that is otherwise offensive, vulgar or obscene. Company reserves the right to refuse registration of, or cancel a Company User ID in its sole discretion. You are solely responsible for activity that occurs on your account and shall be responsible for maintaining the confidentiality of your Company password. You shall never use another user’s account without Company’s express permission. You will immediately notify Company in writing of any unauthorized use of your account, or other account related security breach of which you are aware.

Third Party Sites.

The Service may permit you to link to other websites or resources on the Internet, and other websites or resources may contain links to the Sites. When you access third party websites, you do so at your own risk. These other websites are not under Company’s control, and you acknowledge that Company is not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such websites or resources. The inclusion of any such link does not imply endorsement by Company or any association with its operators. You further acknowledge and agree that Company shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any such Content, goods or services available on or through any such website or resource.

Company and Site Content.

You agree that the Service contains Content specifically provided by Company or its partners and that such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws. You shall abide by all copyright notices, information, and restrictions contained in any Content accessed through the Service. You shall not sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit, create derivative works from, or otherwise exploit any Content or third party submissions or other proprietary rights not owned by you, (i) without the consent of the respective owners or other valid right, and (ii) in any way that violates any third party right.You may, to the extent the Sites expressly authorize you to do so, download or copy the Content, and other items displayed on the Sites for download, for personal use only, provided that you maintain all copyright and other notices contained in such Content. You shall not store any significant portion of any Content in any form. Copying or storing of any Content for other than personal, noncommercial use is expressly prohibited without prior written permission from Company, or from the copyright holder identified in such Content’s copyright notice.

User Content Transmitted Through the Service.

With respect to the Content you upload through the Service or share with other users or recipients (collectively, “User Content”), you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein. By uploading any User Content you hereby grant Company and its affiliates a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your User Content in connection with the operation of the Service or the promotion, advertising or marketing thereof, in any form, medium or technology now known or later developed.You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Service (“Submissions”), provided by you to Company are non-confidential and Company will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you. Termination.Company may terminate your access to all or any part of the Service at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your access to the Sites. If you wish to terminate your account, you may do so by following the instructions on the Sites. Any fees paid hereunder are non-refundable. All provisions of the Terms of Use which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.

Warranty Disclaimer.

Company has no special relationship with or fiduciary duty to you. You acknowledge that Company has no control over, and no duty to take any action regarding: which users gains access to the website; what Content you access via the website; what effects the Content may have on you; how you may interpret or use the Content; or what actions you may take as a result of having been exposed to the Content. You release Company from all liability for you having acquired or not acquired Content through the Sites. The Sites may contain, or direct you to websites containing, information that some people may find offensive or inappropriate. Company makes no representations concerning any content contained in or accessed through the Sites, and Company will not be responsible or liable for the accuracy, copyright compliance, legality or decency of material contained in or accessed through the Sites.THE SERVICE (INCLUDING, WITHOUT LIMITATION, ANY CONTENT) IS PROVIDED “AS IS” AND “AS AVAILABLE” AND IS WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED. COMPANY, AND ITS DIRECTORS, EMPLOYEES, AGENTS, SUPPLIERS, PARTNERS AND CONTENT PROVIDERS DO NOT WARRANT THAT: (A) THE SERVICE WILL BE SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; (B) ANY DEFECTS OR ERRORS WILL BE CORRECTED; (C) ANY CONTENT OR SOFTWARE AVAILABLE AT OR THROUGH THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR (D) THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS. YOUR USE OF THE SERVICE IS SOLELY AT YOUR OWN RISK.SOME STATES DO NOT ALLOW LIMITATIONS ON HOW LONG AN IMPLIED WARRANTY LASTS, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.Electronic Communications Privacy Act Notice (18 USC 2701-2711): COMPANY MAKES NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SITES OR ANY WEBSITE LINKED TO THE SITES. Company will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other Content stored on Company’s equipment, transmitted over networks accessed by the Sites, or otherwise connected with your use of the Service.

Indemnification.

You shall defend, indemnify, and hold harmless Company, its affiliates and each of its, and its affiliates employees, contractors, directors, suppliers and representatives from all liabilities, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to (i) your User Content (including any related infringement, misappropriation or violation of intellectual property or other right of any person or entity, or any violation of any law or regulation, or any inaccuracy thereof); (ii) your use or misuse of, or access to, the Sites, Service or Content; (iii) your violation of the Terms of Use, or (iv) any other infringement by you, or any third party using the your account, of any intellectual property or other right of any person or entity. Company reserves the right to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will assist and cooperate with Company in asserting any available defenses.

General Content Disclaimer.

The Content provided by or through the Service is for informational purposes only, and should not be relied upon. Company makes no representations or warranties concerning the appropriateness, accuracy, reliability, usefulness, completeness, or timeliness of such Content. No Content is intended to substitute for personal advice from a qualified professional. When applicable, always seek the advice of a qualified professional, and never disregard professional advice or delay in seeking it because of any Content.By using the Service, you agree that Company shall not be responsible for (1) any Content, (2) any person’s reliance on any such Content, whether or not correct, current and complete, or (3) the consequences of any action that you or any other person takes or fails to take based on any Content or otherwise as a result of your use of the Service.

Limitation of Liability.

IN NO EVENT SHALL COMPANY, NOR ITS DIRECTORS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SERVICE (INCLUDING, WITHOUT LIMITATION, ANY CONTENT) (I) FOR ANY LOST PROFITS, DATA LOSS, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING), (II) FOR ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION), (III) FOR YOUR RELIANCE ON THE SERVICE OR (IV) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) ONE-HUNDRED U.S. DOLLARS ($100.00). SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS AND EXCLUSIONS MAY NOT APPLY TO YOU.IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED “WARRANTY DISCLAIMER” AND “LIMITATION OF LIABILITY” ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.

International/Non-California Use.

Company makes no representation that the Content is appropriate or available for use in locations outside of California, and accessing the Service is prohibited from territories where such Content is illegal. If you access the Service from other locations, you do so at your own initiative and are responsible for compliance with local laws.

Proceedings.

A printed version of the Terms of Use and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to the Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You and Company agree that any cause of action arising out of or related to the Service must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred. The Terms of Use shall be governed by and construed in accordance with the laws of the State of California, excluding its conflicts of law rules, and the United States of America.Subject to the Arbitration Agreement below, for all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts located in the Northern District of California. Use of the Service is not authorized in any jurisdiction that does not give effect to all provisions of the Terms of Use, including without limitation, this section. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief pending a final decision by the arbitrator.

a. Agreement to ArbitrateThis Dispute Resolution by Binding Arbitration section is referred to in this Terms of Use as the “Arbitration Agreement.” You agree that any and all disputes or claims that have arisen or may arise between you and Company, whether arising out of or relating to this Terms of Use (including any alleged breach thereof), the Services, any advertising, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies can, if the law allows, seek relief against Company on your behalf. You agree that, by entering into this Terms of Use, you and Company are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.b. Prohibition of Class and Representative Actions and Non-Individualized ReliefYOU AND COMPANY AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND COMPANY AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S).c. Pre-Arbitration Dispute ResolutionCompany is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the customer’s satisfaction by emailing customer support at support@conviva.com . If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute (“Notice”). The Notice to Company should be sent to 989 East Hillsdale Boulevard Suite 400, Foster City, CA 94404, Attn: Legal Department (“Notice Address”). The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Company and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Company may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Company or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Company is entitled.d. Arbitration ProceduresArbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Supplementary Procedures for Consumer-Related Disputes (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, http://www.adr.org/consumer_arbitration . If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Use as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms of Use and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.Unless Company and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $10,000 or less, Company agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $10,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.e. Costs of ArbitrationPayment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement. If the value of the relief sought is $75,000 or less, at your request, Company will pay all Arbitration Fees. If the value of relief sought is more than $75,000 and you are able to demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, Company will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Company will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Any payment of attorneys’ fees will be governed by the AAA Rules.f. ConfidentialityAll aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.g. SeverabilityIf a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled “Prohibition of Class and Representative Actions and Non-Individualized Relief” are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void. The remainder of the Terms of Use will continue to apply.h. Future Changes to Arbitration AgreementNotwithstanding any provision in this Terms of Use to the contrary, Company agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Address) while you are a user of the Services, you may reject any such change by sending Company written notice within thirty (30) calendar days of the change to the Notice Address provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Use (or accepted any subsequent changes to these Terms of Use).

Integration and Severability.

The Terms of Use are the entire agreement between you and Company with respect to the Service and use of the Sites, and supersede all prior or contemporaneous communications and proposals (whether oral, written or electronic) between you and Company with respect to the Sites. If any provision of the Terms of Use is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the Terms of Use will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

Miscellaneous.

Company shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond Company’s reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including “line-noise” interference). The Terms of Use are personal to you, and are not assignable, transferable or sublicensable by you except with Company’s prior written consent. Company may assign, transfer or delegate any of its rights and obligations hereunder without consent. No agency, partnership, joint venture, or employment relationship is created as a result of the Terms of Use and neither party has any authority of any kind to bind the other in any respect. In any action or proceeding to enforce rights under the Terms of Use, the prevailing party will be entitled to recover costs and attorneys’ fees. All notices under the Terms of Use will be in writing and will be deemed to have been duly given when received, if personally delivered or sent by certified or registered mail, return receipt requested; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or the day after it is sent, if sent for next day delivery by recognized overnight delivery service.